Form 8-K

8-K — Exyn Technologies, Inc.

Accession: 0001104659-26-075928

Filed: 2026-06-22

Period: 2026-05-18

CIK: 0001960355

SIC: 7372 (SERVICES-PREPACKAGED SOFTWARE)

Item: Entry into a Material Definitive Agreement

Item: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Item: Financial Statements and Exhibits

Documents

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):

May 18, 2026

EXYN TECHNOLOGIES, INC.

(Exact name of registrant as specified in its

charter)

Delaware

001-43296

47-2345934

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

2118 Washington Avenue, Suite 1000

Philadelphia, Pennsylvania

19146

(Address of principal executive offices)

(Zip Code)

(215) 999-0200

(Registrant’s telephone number, including

area code)

Check the appropriate box below if the Form 8-K is intended to simultaneously

satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol

Name of each exchange

on which registered

Common stock, par value $0.0001 per share

EXYN

The Nasdaq Stock Market LLC

Warrants, each warrant exercisable for one share of common stock at an exercise price of $9.69

EXYNW

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth

company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange

Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant

has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant

to Section 13(a) of the Exchange Act. ☐

Item1.01 Entry into a Material Definitive Agreement.

Reference is made to the disclosure under Item 2.03 below which is hereby incorporated in this Item 1.01 by reference.

Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On May 18, 2026, Exyn Technologies, Inc. (the “Company”)

entered into a Confidential Side Letter Agreement with Evergreen Capital Management, LLC (“Evergreen”) (the

“Side Letter”). Under the Side Letter, Evergreen agreed to forbear from declaring an event of default under

the Second Amendment to Note and Warrant Purchase Agreement, dated as of May 8, 2026, by and between the Company and Evergreen (the “Second

Amendment”), or any other transaction document in exchange for, among other things, the Company’s agreement to pay

to Evergreen, in three (3) equal consecutive monthly installments, an aggregate amount equal to (a) the outstanding balance owing to Evergreen

under, or in connection with, the Second Amendment and the other transaction documents (including any accrued but unpaid interest and

any unpaid fees, costs and expenses payable thereunder) as of May 18, 2026 (the “Trigger Date”) (after giving

effect to the mandatory conversion of the Senior Secured Convertible Promissory Note, dated as of April 30, 2026, by and between the Company

and Evergreen, and the Senior Secured Convertible Promissory Note, dated as of May 6, 2026, by and between the Company and Evergreen (collectively,

the “Notes”) pursuant to the Second Amendment), plus (b) the default penalty that would otherwise have been

payable to Evergreen under the Second Amendment and the other transaction documents in connection with the circumstances addressed by

the Side Letter (collectively, the “Installment Amount”).

The first installment in the amount of $472,388.33 became due on June

17, 2026, and two additional installments are due in the amount of $472,388.33, each on July 17, 2026 and August 16, 2026, for a total Installment

Amount of $1,417,164.99. The Side Letter provides that no additional liquidated damages, default interest, penalty interest or other similar

damages of any nature shall be calculated, assessed or payable by the Company in connection with the repayment of the Installment Amount.

Additionally, under the Side Letter, the Company agreed to issue to

Evergreen an additional 100,000 shares of common stock, par value $0.0001 per share (the “Equity Kicker Shares”),

within seven (7) business days following the Trigger Date as consideration for Evergreen granting the Company a thirty (30)-day period

to file a resale registration statement covering all of Evergreen’s securities.

The foregoing description of the Side Letter does not purport to be

complete and is subject to and qualified in its entirety by reference to the full text of such document, which is filed as Exhibit 10.1

to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

No.

Description of Exhibits

10.1#

Confidential Side Letter Agreement, dated as of May 18, 2026, by and between the Registrant and Evergreen Capital Management, LLC.

104

The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

# Certain confidential information - identified by a bracketed asterisk “[*]” - has been omitted

from this exhibit pursuant to Item 601(b)(10) of Regulation S-K. The Registrant agrees to furnish supplementally a copy of an unredacted

copy to the SEC upon request.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934,

the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: June 18, 2026

Exyn Technologies,

Inc.

By:

/s/

Brandon Torres Declet

EX-10.1 — EXHIBIT 10.1

EX-10.1

Filename: tm2618314d2_ex10-1.htm · Sequence: 2

Exhibit

10.1

CERTAIN INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT

TREATS AS PRIVATE OR CONFIDENTIAL. [*] INDICATES THAT INFORMATION HAS BEEN REDACTED.

EXYN

TECHNOLOGIES, INC.

CONFIDENTIAL SIDE LETTER AGREEMENT

Dated as of

May 18, 2026

Evergreen Capital Management, LLC

Attention: Jeff Pazdro, Manager

[Address on file]

Re: Confidential Side Letter to

the Second Amendment to Note and Warrant Purchase Agreement, dated as of May 8, 2026, between Exyn Technologies, Inc. and Evergreen Capital

Management, LLC

Ladies and Gentlemen:

Reference is made to that certain Second

Amendment to Note and Warrant Purchase Agreement, dated as of May 8, 2026 (the “Second Amendment”), by and between

Exyn Technologies, Inc., a Delaware corporation (the “Company”), and Evergreen Capital Management, LLC (the “Lender”,

and together with the Company, the “Parties”), which amended that certain Note and Warrant Purchase Agreement dated

as of April 30, 2026, as amended by the First Amendment to Note and Warrant Purchase Agreement dated as of May 6, 2026 (collectively,

and as amended, the “Purchase Agreement”). Capitalized terms used and not otherwise defined herein shall have the

meanings ascribed to them in the Purchase Agreement and the Second Amendment.

This letter agreement (this “Side

Letter”) sets forth certain agreements between the Parties relating to (i) the timing of the post-closing resale registration of

the Lender’s Equity Kicker Shares, Warrants and Warrant Stock, (ii) additional consideration to be issued to the Lender in respect

thereof, (iii) the repayment of certain amounts owing under the Purchase Agreement, and (iv) the continued effectiveness of, and non-default

status under, the Second Amendment, in each case in lieu of the Lender declaring a default under the Second Amendment. The Parties acknowledge

that the Company’s initial public offering (the “IPO”) is scheduled to close on May 18, 2026 (the “IPO

Closing Date”).

[*]

Page 1 of 7

CERTAIN INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT

TREATS AS PRIVATE OR CONFIDENTIAL. [*] INDICATES THAT INFORMATION HAS BEEN REDACTED.

NOW, THEREFORE, in consideration

of the mutual covenants set for therein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,

the Parties, intending to be legally bound, agree as follows:

1. Resale Registration Rights

Filing in Lieu of Default. In lieu of the Lender declaring an event of default, or otherwise

exercising remedies, under the Second Amendment or any other Transaction Document, the Lender

hereby agrees to forbear from declaring any such default, and the Company hereby agrees that

it shall, within thirty (30) days following the IPO Closing Date, prepare, execute and file

with the U.S. Securities and Exchange Commission (the “SEC”) a resale

registration rights agreement and a related resale registration statement covering the resale

by the Lender of all of the following securities held by the Lender as of the IPO Closing

Date or issuable to the Lender thereafter (collectively, the “Lender Registrable

Securities”): (a) all shares of Common Stock issued or issuable to the Lender (including,

for the avoidance of doubt, all Equity Kicker Shares (comprising the Initial Equity Kicker

Shares, the Additional Equity Kicker Shares and the Second Amendment Equity Kicker Shares),

the Additional Equity Kicker Shares to be issued pursuant to Section 2 of this Side Letter,

and any shares of Common Stock issuable upon the mandatory conversion of the Notes pursuant

to Section 1.2 of the Second Amendment), and (b) each of the Initial Warrant the Additional

Warrant and all Warrant Stock issuable upon the exercise of either or both of them. The Company

shall use its commercially reasonable efforts to cause such resale registration statement

to be declared (or otherwise to become) effective as promptly as practicable thereafter and

to keep it continuously effective until all such Lender Registrable Securities have been

sold or are eligible for resale without restriction under Rule 144 (without volume or manner-of-sale

limitations). The thirty (30)-day filing deadline set forth in this Section 1 shall control

over, and is intended to give effect to (and not limit), the registration framework set forth

in Section 5.2 of the Purchase Agreement, Article VII of the First Amendment and Section

2.2 of the Second Amendment.

Page 2 of 7

CERTAIN INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT

TREATS AS PRIVATE OR CONFIDENTIAL. [*] INDICATES THAT INFORMATION HAS BEEN REDACTED.

2. Additional Consideration

— 100,000 Shares. In consideration for the Lender granting the Company the thirty

(30)-day period to file the resale registration statement contemplated by Section 1 of this

Side Letter (rather than requiring inclusion of all such securities in the IPO registration

statement the IPO Closing Date), the Company shall issue to the Lender an additional one

hundred thousand (100,000) shares of Common Stock (the “Side Letter Shares”)

within seven (7) Business Days following the IPO Closing Date. The Side Letter Shares shall

be duly authorized, validly issued, fully paid and non-assessable, and shall be issued in

the name of Evergreen Capital Management, LLC, free and clear of all liens and encumbrances

(other than restrictions arising under applicable securities laws and any lock-up applicable

to the Lender pursuant to Section 5.6 of the Purchase Agreement and Section 7.5 of the First

Amendment). From and after their issuance, the Side Letter Shares shall (a) constitute “Equity

Kicker Shares” for all purposes of the Purchase Agreement and the other Transaction

Documents, (b) constitute “Registrable Securities” for all purposes of

Section 5.2 of the Purchase Agreement and shall be included in the resale registration statement

contemplated by Section 1 of this Side Letter, and (c) constitute “Lock-Up Securities”

for all purposes of Section 5.6 of the Purchase Agreement and Section 7.5 of the First

Amendment, in each case on the same terms applicable to the Second Amendment Equity Kicker

Shares.

3. Installment Repayment of

Outstanding Balance and Default Penalty; No Liquidated Damages. The Company shall pay

to the Lender, in three (3) equal consecutive monthly installments, an aggregate amount equal

to (a) the outstanding balance owing to the Lender under, or in connection with, the Second

Amendment and the other Transaction Documents (including any accrued and unpaid interest

and any unpaid fees, costs and expenses payable thereunder) as of the IPO Closing Date (after

giving effect to the mandatory conversion contemplated by Section 1.2 of the Second Amendment,

if applicable), plus (b) the default penalty that would otherwise have been payable

to the Lender under the Second Amendment and the other Transaction Documents in connection

with the circumstances addressed by this Side Letter (collectively, the “Installment

Amount”). The first such installment shall be paid on the date that is thirty (30)

days after the IPO Closing Date, and each subsequent installment shall be paid on each succeeding

thirty (30)-day anniversary thereof, until the Installment Amount as been paid in full. For

the avoidance of doubt, no liquidated damages, additional default interest, additional penalty

interest or other similar damages of any nature shall be calculated, assessed or included

in, or be payable by the Company as part of, the three-month installment repayment contemplated

by this Section 3, and the Lender hereby irrevocably waives any right to assert any such

liquidated damages or similar claims in respect of the matters addressed by this Side Letter.

Page 3 of 7

CERTAIN INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT

TREATS AS PRIVATE OR CONFIDENTIAL. [*] INDICATES THAT INFORMATION HAS BEEN REDACTED.

4. Continued Effectiveness;

No Default. The Parties acknowledge and agree that (a) the Second Amendment, the First

Amendment, the Purchase Agreement, the Notes and the other Transaction Documents shall continue

in full force and effect in accordance with their respective terms, and shall continue to

govern and control the rights and obligations of the Parties, except as expressly modified

by this Side Letter; and (b) the execution and delivery of this Side Letter, the agreements

and arrangements set forth herein, and the performance of the Parties’ respective obligations

hereunder, do not, and shall not be deemed to, constitute a default, an event of default,

a breach, or a basis for the exercise of any remedy, under the Second Amendment, the First

Amendment, the Purchase Agreement, the Notes or any other Transaction Document. Any determination

as to whether the matters addressed by this Side Letter are or are not material for purposes

of or are required to be disclosed in, any registration statement, prospectus, prospectus

supplement, periodic report or other filing of the Company with the U.S. Securities and Exchange

Commission under the Securities Act of 1933, as amended, or the Securities Exchange Act of

1934, as amended, shall be made solely by the Company in consultation with its counsel and

its underwriters, and the Lender makes no representation, acknowledgment or determination

with respect to materiality, disclosure obligations, or characterization for purposes of

any such filing.

Page 4 of 7

CERTAIN INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT

TREATS AS PRIVATE OR CONFIDENTIAL. [*] INDICATES THAT INFORMATION HAS BEEN REDACTED.

5. Withdrawal of the Demand Letter.

Effective upon the execution and delivery of this Side Letter by both Parties, the Lender

hereby irrevocably withdraws, rescinds and revokes the Demand Letter in its entirety, including

(a) the demand for payment of $1,417,165 (or any other amount asserted therein), (b) all

assertions of default, event of default, breach, maturity, non-conforming tender, or failure

of conditions precedent under the Notes, the Purchase Agreement, the First Amendment, the

Second Amendment or any other Transaction Document, (c) the assertion of, and demand for,

Section 4.2 liquidated damages, Default Rate interest, the Section 7.1 Default Multiplier,

attorneys’ fees and costs, and all other damages or sums asserted as accruing or due

thereunder, (d) the litigation old instructions set forth in Section 8 of the Demand Letter,

and (e) all reservations of rights, notices and other assertions contained in the Demand

Letter. The Lender further agrees that (i) the Demand Letter shall be of no further force

or effect, and shall not be relied upon by the Lender or any of its affiliates, successors

or assigns for any purpose, (ii) neither the Demand Letter nor any statement, characterization

or assertion made therein shall be admissible against the Company or any of its directors,

officers, employees, agents, advisors or counsel in any action, proceeding, arbitration or

other dispute, in each case except as may be required to enforce this Side Letter, and (iii)

the Lender shall, promptly upon the Company’s reasonable request, deliver written confirmation

of the withdrawal contemplated by this Section 5 to any of the addressees of the Demand Letter

(including, without limitation, Lucid Capital Markets, LLC, Equiniti Trust Company, LLC and

DLA Piper LLP (US)). For the avoidance of doubt, the foregoing withdrawal is a material inducement

to the Company’s entry into this Side Letter, and the Company would not have entered

into this Side Letter absent such withdrawal.

Miscellaneous

6. Confidentiality. Each

Party shall, and shall cause its respective affiliates, directors, officers, employees, agents

and representatives to, keep the existence, contents and subject matter of this Side Letter

strictly confidential and shall not disclose any of the foregoing to any third party, except

(a) to its respective directors, officers, employees, accountants, attorneys and other professional

advisors who have a reasonable need to know and who are bound by customary obligations of

confidentiality, (b) as may be required by applicable law, regulation, court order or the

rules of any securities exchange (in which case the disclosing Party shall, to the extent

legally permissible, provide reasonable advance notice to the other Party and reasonably

cooperate to limit the scope of such disclosure), (c) in connection with the enforcement

of this Side Letter, and (d) with the prior written consent of the other Party. This Side

Letter is being prepared for, and is intended to be approved by, the Board of Directors of

the Company prior to execution.

Page 5 of 7

CERTAIN INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT

TREATS AS PRIVATE OR CONFIDENTIAL. [*] INDICATES THAT INFORMATION HAS BEEN REDACTED.

7. Conflict; Side Letter Controls.

In the event of any conflict or inconsistency between the terms of this Side Letter and

the terms of the Second Amendment, the First Amendment, the Purchase Agreement, the Notes

or any other Transaction Document, the terms of this Side Letter shall control and prevail

solely as between the Parties and solely with respect to the subject matter hereof. Except

as expressly modified by this Side Letter, the Second Amendment, the First Amendment, the

Purchase Agreement, the Notes and the other Transaction Documents are hereby ratified and

confirmed in all respects.

8. Transaction Document; Construction.

This Side Letter shall constitute a “Transaction Document” for all

purposes of the Purchase Agreement.

9. Governing Law. This Side

Letter shall be governed by and construed under the internal laws of the State of Nevada

as applied to agreements among Nevada residents entered into and to be performed entirely

within Nevada, without reference to principles of conflict of laws or choice of laws, conforming

the governing law of this Side Letter to that of the Second Amendment, the First Amendment,

the Purchase Agreement and the Form of Warrant.

10. Counterparts; Electronic

Signatures. This Side Letter may be executed in counterparts (including by electronic

signature, e.g., DocuSign or PDF), each of which shall be deemed an original and all

of which together shall constitute one and the same instrument.

11. Effectiveness; Board Approval.

This Side Letter shall become effective only upon (a) the prior approval of the Board

of Directors of the Company and (b) execution and delivery by both Parties. Prior to such

approval and execution, this document constitutes a confidential draft and shall not bind

the Company.

Page 6 of 7

CERTAIN INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT

TREATS AS PRIVATE OR CONFIDENTIAL. [*] INDICATES THAT INFORMATION HAS BEEN REDACTED.

IN WITNESS WHEREOF, the Parties

have caused this Side Letter to be executed by their duly authorized representatives as of the date first written above.

EXYN TECHNOLOGIES, INC.

EVERGREEN CAPITAL MANAGEMENT, LLC

By:

/s/ Brandon Torres Declet

By:

/s/ Jeff Pazdro

Name:

Brandon Torres Declet

Name:

Jeff Pazdro

Title

Chief Executive Officer

Title

Manager

Date:

May 17, 2026

Date:

May 17, 2026

BOARD

APPROVAL CERTIFICATION

The undersigned, being the Secretary

of Exyn Technologies, Inc. (the “Company”), hereby certifies that the Board of Directors of the Company, by resolutions

duly adopted at a meeting on May 17, 2026 (or by unanimous written consent dated May 17, 2026), as reviewed and approved (i) the form,

terms and provisions of this Confidential Side Letter Agreement and (ii) the execution, delivery and performance thereof by the Company,

and as authorized the Chief Executive Officer of the Company to execute and deliver this Side Letter on behalf of the Company.

By:

/s/ Richard Harris

Name:

Richard Harris

Title

Secretary, Exyn Technologies,

Inc.

Date:

May 17, 2026

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Local phone number for entity.

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No definition available.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Title of a 12(b) registered security.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Name of the Exchange on which a security is registered.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

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-Section 12

-Subsection d1-1

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Trading symbol of an instrument as listed on an exchange.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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-Publisher SEC

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